RE: RE: RE: RE: RE: RE: Action 1001-05066 filed ApI believe the exemption ruling was relative to this press release:
Resverlogix signs term sheet for SEDA with YA Global
2009-12-16 09:52 ET - News Release
Ms. Theresa Kennedy reports
RESVERLOGIX ENTERS CAD $25 MILLION STANDBY EQUITY AGREEMENT TERM SHEET
Resverlogix Corp. has signed a non-binding term sheet for a standby equity distribution agreement (SEDA) with YA Global Master SPV Ltd., a fund managed by Yorkville Advisors, LLC (YA), whereby Resverlogix would have the option, at its sole discretion, to issue and sell up to $25-million of its common shares to YA. The term sheet is non-binding and the final agreement remains subject to definitive documentation and completion of due diligence to the satisfaction of both the company and YA.
Under the SEDA, Resverlogix would be able to sell, and YA would be obligated to buy, up to $500,000 of Resverlogix common shares in any 10-day period. The common shares sold under the SEDA would be purchased at a discount to the market price. The SEDA would not prevent Resverlogix from exploring and entering into other potential financing agreements. In the event the SEDA closes, full details of all terms and conditions will be disclosed.
The final SEDA will also be subject to certain conditions precedent, including receipt of exemptive relief from applicable Canadian securities regulators, from certain requirements of applicable Canadian securities laws, the filing of a base shelf prospectus with applicable Canadian securities regulators and the approval of the Toronto Stock Exchange.
"We have entered a period of increased activity in our ApoA-I programs. This agreement will provide Resverlogix with the flexibility to draw strategic amounts of capital at its discretion, thus placing the company in a more comfortable position for pursuing our development plans," said Donald J. McCaffrey, president and chief executive officer of Resverlogix.
We seek Safe Harbor.